ORLANDO,
Fla., Nov. 12, 2024 /PRNewswire/ -- Xenia Hotels
& Resorts, Inc. (NYSE: XHR) ("Xenia" or the "Company") today
announced that its operating partnership, XHR LP (the "Issuer"),
intends to offer, subject to market conditions and other factors,
$365 million aggregate principal
amount of senior notes due 2030 (the "Notes"). The Notes will be
senior obligations of the Issuer and will be fully and
unconditionally guaranteed by the Company and certain of the
Issuer's subsidiaries that incur or guarantee the credit facilities
or certain other indebtedness of the Issuer. The Issuer intends to
use the net proceeds of the offering, together with borrowings
under the Company's amended and restated credit agreement, dated
November 4, 2024 (the "Credit
Agreement"), to redeem in full its outstanding 6.375% senior notes
due 2025 and to pay certain fees and expenses in connection with,
or otherwise related to, the offering of the Notes and the use of
proceeds therefrom and from the Credit Agreement.
The Notes and the related guarantees have not been, and will not
be, registered with the Securities and Exchange Commission under
the Securities Act of 1933, as amended (the "Securities Act"), any
state securities laws or the securities laws of any other
jurisdiction. The Notes may not be offered or sold in the United States absent registration or
pursuant to an exemption from, or in a transaction not subject to,
registration. The Notes will be offered and sold only to persons
reasonably believed to be "qualified institutional buyers" in
accordance with Rule 144A under the Securities Act and to certain
non-U.S. persons in offshore transactions in reliance on Regulation
S under the Securities Act.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Notes or any other securities.
In addition, this press release will not constitute a notice of
redemption with respect to the 6.375% senior notes due 2025 or an
offer to purchase or the solicitation of an offer to buy the 6.375%
senior notes due 2025.
About Xenia Hotels & Resorts, Inc.
Xenia Hotels
& Resorts, Inc. is a self-advised and self-administered REIT
that invests in uniquely positioned luxury and upper upscale hotels
and resorts, with a focus on the top 25 lodging markets as well as
key leisure destinations in the United
States. The Company owns 31 hotels and resorts, comprising
9,408 rooms across 14 states. Xenia's hotels are primarily operated
and/or licensed by industry leaders such as Marriott, Hyatt,
Fairmont, Kimpton, Loews, Hilton and The Kessler Collection.
This press release contains statements as to the Company's
beliefs and expectations of the outcome of future events that are
forward-looking statements as defined in the Private Securities
Litigation Reform Act of 1995 and within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Company
intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995 and includes this
statement for purposes of complying with these safe harbor
provisions. Forward-looking statements are not historical facts but
are based on certain assumptions of management and describe the
Company's future plans, strategies and expectations.
Forward-looking statements are generally identifiable by use of
words such as "may," "could," "expect," "intend," "plan," "seek,"
"anticipate," "believe," "estimate," "guidance," "predict,"
"potential," "continue," "likely," "will," "would," "illustrative,"
and variations of these terms and similar expressions, or the
negative of these terms or similar expressions. Forward-looking
statements in this press release include, among others, statements
about our plans, strategies, or other future events. Such
forward-looking statements are necessarily based upon estimates and
assumptions that, while considered reasonable by us and our
management, are inherently uncertain. As a result, our actual
results, performance or achievements may differ materially from
those expressed or implied by these forward-looking statements,
which are not guarantees of future performance and involve known
and unknown risks, uncertainties and other factors that are, in
some cases, beyond the Company's control and which could materially
affect actual results, performances or achievements. Factors that
may cause actual results to differ materially from current
expectations include, but are not limited to, (i) general economic
uncertainty and a contraction in the U.S. or global economy or low
levels of economic growth; (ii) macroeconomic and other factors
beyond our control that can adversely affect and reduce demand for
hotel rooms, food and beverage services, and/or meeting facilities,
such as wars, global conflicts and geopolitical unrest, other
political conditions or uncertainties, actual or threatened
terrorist or cyber-attacks, mass casualty events, government
shutdowns and closures, travel-related health concerns, global
outbreaks of pandemics (such as the COVID-19 pandemic) or
contagious diseases, or fear of such outbreaks, weather and
climate-related events, such as hurricanes, tornadoes, floods,
wildfires, and droughts, and natural or man-made disasters; (iii)
inflation and inflationary pressures which increases labor costs
and other costs of providing services to guests and complying with
hotel brand standards, as well as costs related to construction and
other capital expenditures, property and other taxes, and insurance
costs which could result in reduced operating profit margins; (iv)
bank failures and concerns over a potential domestic and/or global
recession; (v) the Company's dependence on third-party managers of
its hotels, including its inability to implement strategic business
decisions directly; (vi) risks associated with the hotel industry,
including competition, increases in wages and benefits, energy
costs and other operating costs, cyber incidents, information
technology failures, downturns in general and local economic
conditions, prolonged periods of civil unrest in our markets, and
disruption caused by cancellation of or delays in the completion of
anticipated demand generators; (vii) the availability and terms of
financing and capital and the general volatility of securities
markets; (viii) risks associated with the real estate industry,
including environmental contamination and costs of complying with
the Americans with Disabilities Act and similar laws; (ix) interest
rate increases; (x) ability to successfully negotiate amendments
and covenant waivers with its unsecured and secured indebtedness;
(xi) the Company's ability to comply with covenants, restrictions,
and limitations in any existing or revised loan agreements with our
unsecured and secured lenders; (xii) the possible failure of the
Company to qualify as a REIT and the risk of changes in laws
affecting REITs; (xiii) the possibility of uninsured or
underinsured losses, including those relating to natural disasters,
terrorism, government shutdowns and closures, civil unrest, or
cyber incidents; (xiv) risks associated with redevelopment and
repositioning projects, including disruption, delays and cost
overruns; (xv) levels of spending in business and leisure segments
as well as consumer confidence; (xvi) declines in occupancy and
average daily rate; (xvii) the seasonal and cyclical nature of the
real estate and hospitality businesses; (xviii) changes in
distribution arrangements, such as through Internet travel
intermediaries; (xix) relationships with labor unions and changes
in labor laws, including increases to minimum wages and/or work
rule requirements; (xx) the impact of changes in the tax code and
uncertainty as to how some of those changes may be applied; (xxi)
monthly cash expenditures and the uncertainty around predictions;
(xxii) labor shortages; (xxiii) disruptions in supply chains
resulting in delays or inability to procure required products; and
(xxiv) the risk factors discussed in the Company's Annual Report on
Form 10-K, as updated in its Quarterly Reports. Accordingly, there
is no assurance that the Company's expectations will be realized.
We caution you not to place undue reliance on any forward-looking
statements, which are made only as of the date of this press
release. We do not undertake or assume any obligation to update
publicly any of these forward-looking statements to reflect actual
results, new information or future events, changes in assumptions
or changes in other factors affecting forward-looking statements,
except to the extent required by applicable law. If we update one
or more forward-looking statements, no inference should be drawn
that we will make additional updates with respect to those or other
forward-looking statements.
For further information about the Company's business and
financial results, please refer to the "Management's Discussion and
Analysis of Financial Condition and Results of Operations" and
"Risk Factors" sections of the Company's SEC filings, including,
but not limited to, its Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q, copies of which may be obtained at the
Investor Relations section of the Company's website at
www.xeniareit.com.
All information in this press release is as of the date of
its release. The Company undertakes no duty to update the
statements in this press release to conform the statements to
actual results or changes in the Company's
expectations.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/xenia-hotels--resorts-announces-proposed-offering-of-senior-notes-302302511.html
SOURCE Xenia Hotels & Resorts, Inc.